In 1992, R&B singer Whitney Houston recorded a new arrangement of "I Will Always Love You" for the soundtrack to The Bodyguard, her film debut.
It was Houston's co-star Kevin Costner who suggested "I Will Always Love You", playing her Linda Ronstadt's 1975 version from her album Prisoner in Disguise. It was also an Costner's suggest that she started the song without instruments, just with her voice.
Producer David Foster re-arranged the song as a soul ballad.
Houston's record company did not feel a song with an a cappella introduction would be as successful; however, Houston and Costner insisted on retaining it. When Parton heard that Houston was using Ronstadt's recording as a template, she called Foster to give him the final verse, which was missing from the Ronstadt recording, as she felt it was important to the song.
The tenor saxophone solo was played by Kirk Whalum.